北京植德律师事务所 关于欣龙控股（集团）股份有限公司 2025 年第二次临时股东会的 法律意见书 植德京(会)字[2025] 0102 号 二〇二五年七月 北京市东城区东直门南大街 1 号来福士中心办公楼 12 层 邮编：100007 12th Floor, Raffles City Beijing Office Tower, No.1 Dongzhimen South Street, Dongcheng District, Beijing 100007 P.R.C 电话（Tel）：010-56500900 传真（Fax）：010-56500999 www.meritsandtree.com 植德京(会)字[2025]0102 号 北京植德律师事务所 关于欣龙控股（集团）股份有限公司 2025年第二次临时股东会的 法律意见书 致：欣龙控股（集团）股份有限公司 根据《中华人民共和国证券法》（以下简称"《证券法》"）、《中华人民 共和国公司法》（以下简称"《公司法》"）、《上市公司股东会规则》（以下 简称"《股东会规则》"）等现行有效的法律、法规、规范性文件以及《欣龙控 股（集团）股份有限公司章程》（以下简称"《 ...

Group 1 - The company, Xinlong Holdings, has a base located in Hainan Old Town Science and Technology New City, primarily focused on the research, production, storage of non-woven materials, and the customization and production of non-woven products [1] - The company emphasizes the optimization of land and other resources in its factory area while developing its main business [1] - The company plans to rationally utilize existing land resources in alignment with the Free Trade Port policy direction and the overall planning and functional positioning of the jurisdiction [1]

Group 1 - The company has a significant landholding in Hainan, with over a thousand acres, and is exploring long-term plans in light of the favorable conditions in the Hainan Free Trade Zone [2] - The company's Hainan base is located in the Hainan Old Town Science and Technology New City, primarily focused on the research, production, storage of non-woven materials, and the customization and production of non-woven products [2] - The company emphasizes the optimization of land and resources while developing its core business, aligning its plans with the Free Trade Port policy and the overall planning and functional positioning of the region [2]

Group 1 - The company plans to issue up to 89 million shares in a private placement, raising no more than 668 million RMB, with the controlling shareholder, Jiaxing Tiantang Silicon Valley, fully subscribing to the offering [1] - If the private placement is successful, Jiaxing Tiantang Silicon Valley's shareholding will increase to 22.12%, while the second-largest shareholder, Hainan Zhuhua, will be diluted to 7.26%, solidifying Jiaxing Tiantang Silicon Valley's control [1] - The raised funds will be invested in medical hygiene materials manufacturing, an 8,000-ton spunlace non-woven fabric production line, and to supplement working capital and repay bank loans [1] Group 2 - The company is also investing 40 million RMB in Hangzhou Lin'an Kakamama Technology Co., acquiring a 40% stake, which will help extend its industrial chain from non-woven rolls to end products [2] - The company aims to enhance its core competitiveness in the non-woven industry through this capital increase and expansion strategy [2] - The new secretary of the board emphasized the commitment to deepening the non-woven business structure and improving profitability through these investments [2] Group 3 - A revised proposal for board member compensation, which was previously rejected, has been resubmitted, increasing the monthly allowance for the chairman and co-chairman from 6,000 RMB to 9,000 RMB [3] - The adjustments to the compensation proposal reflect the company's consideration of minority shareholders' opinions [3] - The outcome of the private placement and the clarity of the company's development direction will depend on the approval from minority shareholders at the upcoming general meeting [3]

Group 1 - Hainan Free Trade Zone sector opened high but closed low, indicating a bearish trend [1] - Shennong Agricultural (300189) fell over 9%, reflecting significant market pressure [1] - Xinlong Holdings (000955) declined more than 8%, contributing to the overall downturn in the sector [1] - Hainan Ruize (002596) dropped over 7%, further indicating weakness in the market [1] - Other companies such as Haima Automobile (000572), Hainan Rubber (601118), and Hainan Haiyao (000566) also experienced declines [1]

Group 1 - The A-share market in Hainan Free Trade Zone is experiencing a continuous decline [1] - Shen Nong Agricultural Industry and Xinlong Holdings have both dropped over 7% [1] - Other companies such as Haima Automobile, Hainan Ruize, Jinpan Technology, and Hainan Haiyao are also following the downward trend [1]

Group 1 - Airo Energy (688717.SH) plans to reduce its shareholding by up to 0.78% of the total share capital within three months after 15 trading days due to personal funding needs [1] - Aopu Optoelectronics (002338.SZ) intends to reduce its shareholding by up to 240,000 shares, representing 1% of the total share capital, within 90 days after 15 trading days [1] - Placo New Materials (300811.SZ) completed a reduction of 1.01% of its shares, while shareholder Mei Jianjun reduced 8,134 shares, accounting for 0.0476% of the total share capital [1] Group 2 - Boqian New Materials (605376.SH) plans to reduce its shareholding by up to 261,600 shares, which is 1% of the total share capital, through block trading within three months after 15 trading days [1] - Boying Special Welding (301468.SZ) completed a reduction of 3.99% of its shares, totaling 394,480 shares [1] - Surveying and Mapping Co., Ltd. (300826.SZ) plans to reduce its shareholding by up to 50,000 shares, accounting for 0.03% of the total share capital, within three months after 15 trading days [1] Group 3 - Deyi Cultural Creation (300640.SZ) plans to reduce its shareholding by up to 300,000 shares, which is 0.0965% of the total share capital, within three months after 15 trading days [3] - Dingsheng New Materials (603876.SH) intends to reduce its shareholding by up to 3% of the total share capital through various trading methods within three months after 15 trading days [3] - Pan-Asia Micro透 (688386.SH) terminated its reduction plan early, having reduced 2.38% of its shares, bringing its holding to 4.95% [3] Group 4 - Guangpu Co., Ltd. (300632.SZ) plans to reduce its shareholding by up to 8,474,900 shares, which is 3% of the total share capital, within three months after 15 trading days [3] - Guorui Technology (300600.SZ) has reduced its shareholding by 7,297,300 shares, accounting for 2.48% of the total share capital, bringing its holding to 19.97% [3] - Hengtong Co., Ltd. (603223.SH) plans to reduce its shareholding by up to 21,425,600 shares, which is 3% of the total share capital, within three months after 15 trading days [4] Group 5 - Hongbao Li (002165.SZ) plans to reduce its shareholding by up to 14,705,400 shares, representing 2% of the total share capital, within three months after 15 trading days [4] - Hongquan IoT (688288.SH) reduced its shareholding by 869,977 shares, accounting for 0.86% of the total share capital, bringing its holding to 12.80% [4] - Huace Film and Television (300133.SZ) reduced its shareholding by 2.6 million shares, which is 0.14% of the total share capital, bringing its holding to 18.19% [4] Group 6 - Huada Jiutian (301269.SZ) plans to reduce its shareholding by up to 8,144,100 shares, which is 1.5% of the total share capital, within three months after 15 trading days [5] - Huqi Environmental Protection (300929.SZ) plans to reduce its shareholding by up to 1,312,500 shares and 8,800 shares by its concerted actors [5] - Huazheng New Materials (603186.SZ) plans to reduce its shareholding by up to 114,600 shares and 10,300 shares by its management [5] Group 7 - Jinan Technology (300412.SZ) plans to reduce its shareholding by up to 14,932,700 shares and 1,683,000 shares by its board member [5] - Jinma Amusement (300756.SZ) plans to reduce its shareholding by up to 4,712,000 shares, 2,017,000 shares, 508,200 shares, and 372,800 shares by its shareholders [6] - Longxin Zhongke (688047.SH) completed its reduction plan, with shareholders reducing a total of 588,000 shares [6] Group 8 - Limin Co., Ltd. (002734.SZ) completed its reduction plan, with a total reduction of 1.5 million shares, accounting for 0.3434% of the total share capital [7] - Longhua New Materials (301149.SZ) completed its reduction plan, with a total reduction of 986,600 shares, accounting for 0.2294% of the total share capital [7] - Lvtong Technology (301322.SZ) plans to reduce its shareholding by up to 4,829,300 shares, which is 3.39% of the total share capital, within three months after 15 trading days [7] Group 9 - Meidixi (688202.SH) plans to reduce its shareholding by up to 2 million shares, which is 1.49% of the total share capital, within three months after 15 trading days [8] - Nanjing Julong (300644.SZ) completed its reduction plan, with shareholders reducing a total of 62,300 shares [8] - Run Du Co., Ltd. (002923.SZ) plans to reduce its shareholding by up to 10,046,800 shares, which is 3% of the total share capital, within three months after 15 trading days [8]

Group 1 - The major shareholder, Hainan Zhuhua, had a plan to reduce its holdings in the company by up to 16,100,000 shares, representing 3% of the total share capital, within a specified period from April 18, 2025, to July 17, 2025 [1] - As of July 17, 2025, Hainan Zhuhua did not execute the planned reduction, maintaining its ownership of 45,508,591 shares, which constitutes 8.45% of the company's total share capital [1] - The non-implementation of the reduction plan complies with relevant regulations and does not affect the company's control structure or governance [1] Group 2 - The announcement confirms that the company and its board members ensure the accuracy and completeness of the information provided regarding the shareholding reduction plan [1] - The company has received a notification from Hainan Zhuhua regarding the expiration of the reduction plan without execution [1] - The reduction plan's non-implementation does not lead to any changes in the company's control or impact its future operations [1]

证券代码：000955 证券简称：欣龙控股 公告编号：2025-029 欣龙控股（集团）股份有限公司 关于持股 5%以上股东减持计划期限届满未实施减持的公告 公司股东海南筑华科工贸有限公司保证向公司提供的信息内容真实、准确、 完整，没有虚假记载、误导性陈述或重大遗漏。 公司及董事会全体成员保证公告内容与信息披露义务人提供的信息一致。 欣龙控股（集团）股份有限公司（以下简称"公司"）于 2025 年 3 月 27 日披露了《关于持股 5%以上股东减持股份的预披露公告》（公 告编号：2025-005）（以下简称"减持计划"），持有公司股份 45,508,591 股（占公司总股本比例 8.45%）的股东海南筑华科工贸有 限公司（以下简称"海南筑华"）计划在前述减持计划披露之日起 15 个交易日后的 3 个月内（即 2025 年 4 月 18 日至 2025 年 7 月 17 日） 以集中竞价交易或大宗交易方式减持公司股份不超过 16,100,000 股 （即不超过公司总股本比例 3%）。 近日，公司收到海南筑华出具的《关于股份减持计划期限届满的 告知函》，截至 2025 年 7 月 17 日，上述减持计划实施期限已 ...

Group 1 - The A-share textile manufacturing sector is experiencing a volatile upward trend, with Lianfa Co., Ltd. hitting the daily limit and achieving a涨停 (limit-up) [1] - Huasheng Co., Ltd. has seen an increase of over 4% in its stock price [1] - Other companies such as Xinlong Holdings, Zhejiang Wenyi, Nanshan Zhishang, and Xunxing Co., Ltd. are also witnessing stock price increases [1]